After Jean Thatcher (Ware) has been injured in a car accident, her father, Judge Thatcher (Hinds) and beau Jerry (Matthews) implore retired surgeon Dr. Richard Vollin (Lugosi) to perform a delicate operation to restore her to health. Vollin agrees and is successful; he befriends the spirited and grateful Jean, in the process revealing his passion for all things related to Edgar Allan Poe, including his homemade collection of torture devices inspired by Poe's works (such as a pit, pendulum with crescent razor, shrinking room, etc.), and identifying the raven as his talisman.After Vollin reveals his growing love for Jean to her father, the Judge quickly discourages him from the affair. Angered, Vollin hatches a plan when Edmond Bateman (Karloff), a murderer on the run, comes to his home asking for a new face so he may live in anonymity. Vollin admits to not being a plastic surgeon, but says he can help Bateman, and asks him to help in exacting revenge on the Thatchers, which he refuses. Bateman explains that he feels his antisocial behavior is a result of having been called ugly all his life, and he hopes a new face may gave him a chance to end it. Vollin performs the surgery, but instead turns Bateman into a disfigured monster, promising only to operate again on Bateman when Vollin's revenge is exacted. Bateman finally reluctantly agrees.Vollin hosts a dinner party, among which Jean, Jerry, and the Judge are guests. One by one, the guests are caught in the Poe-inspired traps. Ultimately, Bateman is shot by Vollin as he rescues Jean and Jerry, but throws Vollin into the shrinking room where he perishes, and the guests escape.